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CORRESP
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filename1.htm

January
20, 2017

VIA
EDGAR CORRESPONDENCE

H.
Roger Schwall, Esq., Assistant Director, Office of Natural Resources

Parhaum
J. Hamidi, Attorney-Adviser

United
States Securities Exchange Commission

Washington
D.C. 20549

    Re:
    Barfresh
    Food Group, Inc.

    Registration
    Statement on Form S-1

    Filed
    December 23, 2016

    File
    No. 333-215322

Dear
Messrs. Schwall and Hamidi:

This
letter sets forth the responses of Barfresh Food Group, Inc. (“Barfresh” or the “company”) to your letter
dated January 13, 2017, relating to the above captioned registration statement. The company is simultaneously submitting an amendment
to the registration statement reflecting the changes set forth below. The comments of the staff of the U.S. Securities and Exchange
Commission are set forth in bold text below, and the responses of the company are set forth in plain text immediately following
each comment.

Management’s
Discussion and Analysis, page 31

1.
Please provide in this section a discussion and analysis of your financial condition and results for the nine-month
transition period ended December 31, 2015 and your comparable prior year information. Refer to Instruction 1 to Paragraph
303(a) of Regulation S-K.

We
have revised this section of the registration statement to include a discussion and analysis of our financial condition and results
for the nine-month transition period ended December 31, 2015 and comparable prior year information.

Executive
Compensation, page 39

2.
Please update this section to provide the information that Item 402 of Regulation S-K requires for compensation awarded in the
fiscal year ended December 31, 2016. For guidance, refer to the Regulation S-K Compliance and Disclosure Interpretation 217.11,
available on the Commission’s website.

We
have revised this section of the registration statement to provide the information Item 402 of Regulation S-K requires for compensation
awarded in the fiscal year ended December 31, 2016.

*       *       *

We
appreciate the Staff’s guidance and assistance in this matter. If you have any questions, please contact our legal counsel:

Libertas
Law Group Inc.

Mark
Abdou at (310) 359-8742

Ruba
Qashu at (949) 355-5405

    Very
    truly yours,

    Barfresh
    Food Group, Inc.

    /s/
    Riccardo Delle Coste

    Riccardo
    Delle Coste, Chief Executive Officer

    cc:
    Mr.
    Joseph Tesoriero, Chief Financial Officer

    Mark
    Abdou, Libertas Law Group, Inc.

    Ruba
    Qashu, Libertas Law Group, Inc.